REPRESENTATIONS AND WARRANTEES OF BUYER Sample Clauses

REPRESENTATIONS AND WARRANTEES OF BUYER. Buyer represents and warrants to each of Seller and the Company as follows:
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REPRESENTATIONS AND WARRANTEES OF BUYER. 11 Section 6.1 Organisation 11 Section 6.2
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REPRESENTATIONS AND WARRANTEES OF BUYER. Buyer represents and warrants to Seller as follows: (a) Buyer is a limited liability company, duly organized, validly existing and in good standing under the laws of the State of Delaware. (b) Buyer has the full power, right and authority to enter into and perform its obligations under this Agreement and the execution, delivery and performance of this Agreement by Buyer has been duly and properly authorized by proper action in accordance with applicable law and with the organizational documents of Buyer. (c) Buyer is a knowledgeable and sophisticated buyer of properties of the type contemplated in this Agreement. Buyer has previously reviewed and considered the nature of this transaction and the Inspection Period will enable Buyer to thoroughly investigate the Property, and all aspects of the transaction set forth in this Agreement. In electing to proceed with this transaction beyond the Inspection Period, Buyer shall have determined, and shall be deemed to have determined, that the Property is satisfactory to Buyer in all respects and Buyer will be purchasing Property in its “AS IS” condition and situation, except to the extent otherwise expressly provided herein or in any document executed and delivered in connection with the Closing. Buyer has and will rely solely on Buyer’s own independent investigations and inspections, and Buyer has not relied, and will not rely, on any representations of Seller other than as expressly set forth in this Agreement or in any document executed and delivered in connection with the Closing. The representations and warranties set forth in (a) and (b) above shall survive Closing for a period of one (1) year from the date of Closing, and the representations and warranties set forth in (c) above shall survive Closing or the early termination of this Agreement.
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REPRESENTATIONS AND WARRANTEES OF BUYER. Buyer represents and warrants that Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has the corporate power to enter into and perform its obligations under this Agreement. This Agreement constitutes the valid and binding obligation of Buyer, enforceable against Buyer in accordance with its terms.
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REPRESENTATIONS AND WARRANTEES OF BUYER 
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Related to REPRESENTATIONS AND WARRANTEES OF BUYER

  • REPRESENTATIONS AND WARRANTIES OF BUYERS Buyers represent and warrant to Sellers as follows:

  • REPRESENTATIONS AND WARRANTIES OF BUYER Buyer represents and warrants to Seller as follows:

  • Investment Representations and Warranties The Purchaser understands and agrees that the offering and sale of the Securities has not been registered under the 1933 Act or any applicable state securities laws and is being made in reliance upon federal and state exemptions for transactions not involving a public offering which depend upon, among other things, the bona fide nature of the investment intent and the accuracy of the Purchaser’s representations as expressed herein.

  • Purchaser Representations and Warranties The Purchaser hereby represents and warrants to the Sellers as of the Closing Date (or if otherwise specified below, as of the date so specified) that: 1. the Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware; 2. the Purchaser has full corporate power to own its property, to carry on its business as presently conducted and to enter into and perform its obligations under this Agreement; 3. the execution and delivery by the Purchaser of this Agreement have been duly authorized by all necessary corporate action on the part of the Purchaser; and neither the execution and delivery of this Agreement, nor the consummation of the transactions herein contemplated hereby, nor compliance with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of any law, governmental rule, regulation, judgment, decree or order binding on the Purchaser or its properties or the certificate of formation or limited liability company agreement of the Purchaser, except those conflicts, breaches or defaults which would not reasonably be expected to have a material adverse effect on the Purchaser’s ability to enter into this Agreement and to consummate the transactions contemplated hereby; 4. the execution, delivery and performance by the Purchaser of this Agreement and the consummation of the transactions contemplated hereby do not require the consent or approval of, the giving of notice to, the registration with, or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except those consents, approvals, notices, registrations or other actions as have already been obtained, given or made; 5. this Agreement has been duly executed and delivered by the Purchaser and, assuming due authorization, execution and delivery by the Sellers, constitutes a valid and binding obligation of the Purchaser enforceable against it in accordance with its terms (subject to applicable bankruptcy and insolvency laws and other similar laws affecting the enforcement of the rights of creditors generally); and 6. except as previously disclosed in the Prospectus Supplement, there are no actions, suits or proceedings pending or, to the knowledge of the Purchaser, threatened against the Purchaser, before or by any court, administrative agency, arbitrator or governmental body (i) with respect to any of the transactions contemplated by this Agreement or (ii) with respect to any other matter which in the judgment of the Purchaser if determined adversely to the Purchaser would reasonably be expected to materially and adversely affect the Purchaser’s ability to perform its obligations under this Agreement; and the Purchaser is not in default with respect to any order of any court, administrative agency, arbitrator or governmental body so as to materially and adversely affect the transactions contemplated by this Agreement;

  • REPRESENTATIONS AND WARRANTIES OF THE BUYERS The Buyers, jointly and severally, hereby represent and warrant to the Sellers as follows:

  • Purchaser’s Representations and Warranties The Purchaser represents and warrants to the Company that:

  • Accuracy of the Purchaser’s Representations and Warranties The representations and warranties of each Purchaser shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects as of such date.

  • Company Representations and Warranties The Company represents and warrants to and agrees with each Subscriber that:

  • REPRESENTATIONS AND WARRANTIES OF THE BUYER The Buyer represents and warrants to the Seller as follows:

  • REPRESENTATIONS AND WARRANTIES OF PURCHASER Purchaser hereby represents and warrants to Seller as follows:

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